EXHIBIT 52
AMENDMENT TO
EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN
AGREEMENT by and between AMERICAN PRECISION INDUSTRIES INC., a
Delaware corporation with its principal office at 0000 Xxxxxx Xxxxxx, Xxxxxxx,
Xxx Xxxx 00000 (the "Company"), and XXXXX X. XXXXXX (the "Employee"), residing
at 0 Xxxxxxxxxxx Xxxxx, Xxxxxxx Xxxx, Xxx Xxxx 00000, dated as of December 1,
1999.
W I T N E S S E T H
WHEREAS, the Company and the Employee entered into an agreement
entitled the Executive Supplemental Retirement Plan (the "Plan") as of October
15, 1999; and
WHEREAS, the Company has authorized the following amendment to the
Plan, and the Employee has agreed to the amendment,
NOW, THEREFORE, the Plan is amended as follows, effective December 1,
1999:
1. Paragraph (a) of Section 3 is amended to read as follows:
(a) If the Employee's employment is terminated involuntarily (that is,
by the Company) before age 65, he will receive the percentage of the Normal
Retirement Benefit determined in accordance with the following vesting schedule,
reduced in accordance with Section 7:
Full Years of Service Percentage Vested
--------------------- -----------------
Less than seven 0
Seven or more 100
IN WITNESS WHEREOF, the Employee has executed this Agreement, and the
Company, pursuant to the authorization of its Board of Directors, has caused
this Agreement to be executed, as of the day and year first above written.
AMERICAN PRECISION INDUSTRIES INC.
By /s/ Xxxx Xxxxxxxxxxx
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Xxxx Xxxxxxxxxxx,
President and Chief Executive Officer
/s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx, individually
